As the Care Bears hold a celebration for Wingnut, Grizzle fumes over the loss of his robotic assistant who has "turned traitor." He's not sure how, but he's determined to make the Care Bears and Wingnut pay. Later on, as Share Bear is teaching Wingnut about caring, an accident happens and Wingnut is broken. The Care Bears turn to Grumpy, but it turns out that Wingnut has a very specific problem. Grumpy notices that Share is wearing a necklace that would be perfect for fixing it. Share, however, doesn't want to part with the necklace, which was given to her by the Care Bears and makes her feel special. She decides, instead, to turn to Grizzle. She feels that since Grizzle made Wingnut, he should be able to fix him. After a failed attempt to capture Share, Grizzle agrees to help fix Wingnut. The Care Bears don't realize, however, that Grizzle's help comes with a price-tag, an added device to put into motion another of his treacherous schemes.